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Convertible Notes Payable | 9 Months Ended
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Sep. 30, 2020
Debt Disclosure [Abstract] |
Convertible Notes Payable | Note 5 - Convertible Notes Payable In March 2020, the Company issued $10 million of convertible notes (the “March 2020 Notes”) scheduled to mature in August 2020. In August 2020, the maturity date of this debt was extended to June 30, 2021. The March 2020 Notes were issued in two tranches of $5 million, with the first tranche funded in March 2020 and the second tranche funded in June 2020. Interest on the March 2020 Notes was 3% per annum and is payable in full upon maturity through the conversion to Series H Preferred Stock at 80% of the original issuance price of $1.15 per share. Under the terms of the March 2020 Notes, on or before the maturity date and if the March 2020 Notes are unpaid, the outstanding principal and unpaid accrued interest under the March 2020 Notes shall be automatically converted into, the earlier of, the preferred stock sold at the close of the Company’s next equity financing (“Qualified Financing”) or common stock in an IPO. The conversion price would be equal to 80% of the price per share paid for the preferred stock in the Qualified Financing or common stock sold in an IPO. The discounts on the automatic conversions created a put option liability that was separated from the March 2020 Notes. The estimated value of the put option liability as of the issuance of the March 2020 Notes was $2.5 million. The put option liability was reflected as a debt discount on the March 2020 Notes which is being amortized over the term of the March 2020 Notes. The re was no unamortized debt discount as of September 30, 2020. Following the closing of the IPO in October 2020, the March 2020 Notes automatically converted into 703,503 shares of our common stock at a conversion price of $14.40, which is equal to 80% of the price per share paid for the common stock sold in the IPO. In December 2019, the Company issued $6 million of convertible notes (the “December 2019 Notes”) that were scheduled to mature in August 2020. In August 2020, the maturity date of this debt was extended to June 30, 2021. The December 2019 Notes were issued in two tranches of $3 million, with the first tranche funded in December 2019 and the second tranche funded in February 2020. Interest on the December 2019 Notes was 3% per annum and payable in full upon maturity through the conversion to Series H Preferred Stock at 80% of the original issuance price of $1.15 per share. Under the terms of the December 2019 Notes, on or before the maturity date and if the December 2019 Notes are unpaid, the outstanding principal and unpaid accrued interest under the December 2019 Notes shall be automatically converted into, the earlier of, the preferred stock sold at the close of the Company’s next Qualified Financing or common stock in an IPO. The conversion price would be equal to 80% of the price per share paid for the preferred stock in the Qualified Financing or common stock sold in an IPO. The discounts on the automatic conversions created a put option liability that was separated from the December 2019 Notes. The estimated value of the put option liability as of the issuance of the December 2019 Notes was $1.5 million for each tranche issued. The put option liability was reflected as a debt discount on the December 2019 Notes which is being amortized over the term of the December 2019 Notes. The unamortized debt discount was $0 and $0.7 million as of September 30, 2020 and December 31, 2019, respectively. Following the closing of the IPO in October 2020, the December 2019 Notes automatically converted into 426,386 shares of our common stock at a conversion price of $14.40, which is equal to 80% of the price per share paid for the common stock sold in the IPO. In August and September 2019 (the “August 2019 Notes”), the Company issued $10 million of convertible notes that were scheduled to mature in August 2020. In August 2020, the maturity date of this debt was extended to June 30, 2021. Interest on the August 2019 Notes was 3% per annum and payable in full upon maturity through the conversion to Series H Preferred Stock at the original issuance price of $1.15 per share. Under the terms of the August 2019 Notes, on or before the maturity date and if the August 2019 Notes are unpaid, the outstanding principal and unpaid accrued interest under the August 2019 Notes shall be automatically converted into, the earlier of, the preferred stock sold at the close of the Company’s next Qualified Financing or common stock sold in the event of an IPO. The conversion price would be equal to 95% of the price per share paid for the preferred stock in the Qualified Financing or common stock sold in an IPO. The discounts on the automatic conversions created a put option liability that was separated from the August 2019 Notes. The estimated value of the put option liability as of the issuance of the August 2019 Notes was $0.5 million. The put option liability was reflected as a debt discount on the August 2019 Notes which is being amortized over the term of the August 2019 Notes. The unamortized debt discount was $0 and $0.3 million as of September 30, 2020 and December 31, 2019, respectively. Following the closing of the IPO in October 2020, the August 2019 Notes automatically converted into 718,391 shares of our common stock at a conversion price of $14.40, which is equal to 80% of the price per share paid for the common stock sold in the IPO. In connection with the issuance of the December 2019 Notes, the conversion price on the August 2019 Notes was amended to 80% of the price per share paid for the preferred stock in the Qualified Financing or common stock in an IPO. In addition, the conversion price to Series H preferred stock at the maturity date was amended to be 80% of the Series H original issuance price of $1.15 per share. The changes to the discounts on the conversions of the August 2019 Notes created an increase to the put option liability on the August 2019 Notes of $2 million to a total estimated value of $2.5 million as of December 31, 2019. The increase in the value of the put option liability was reflected as a change in put option in the 2019 statement of operations. A summary of convertible notes payable is as follows (in thousands):
|  | September 30, 2020 |  |  | December 31, 2019 |
March 2020 Notes |  | $ | 10,000 |  |  | $ | — |
December 2019 Notes |  |  | 6,000 |  |  |  | 3,045 |
August 2019 Notes |  |  | 10,000 |  |  |  | 10,000 |
Accrued interest |  |  | 600 |  |  |  | 114 |
Unamortized debt discount |  |  | — |  |  |  | (1,000 | )
|  | $ | 26,600 |  |  | $ | 12,159 |

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